Machado Fernando 4

4 · Restaurant Brands International Inc. · Filed Mar 17, 2021

Insider Transaction Report

Form 4

Period: 2021-03-15

Restaurant Brands International Inc.QSR

Machado Fernando

Chief Marketing Officer

Transactions

Exercise/Conversion
Common Stock
2021-03-16$42.26/sh+719$30,385→ 65,922.09 total
Sale
Common Stock0
2021-03-16$64.00/sh−571$36,544→ 65,351.09 total
Exercise/Conversion
Option (right to buy)
2021-03-15−123,000→ 0 total
Exercise: $27.28Exp: 2024-03-06→ Common Shares (123,000 underlying)
Exercise/Conversion
Common Stock
2021-03-15$42.26/sh+39,281$1,660,015→ 185,693.09 total
Exercise/Conversion
Option (right to buy)
2021-03-15−39,281→ 719 total
Exercise: $42.26Exp: 2025-03-05→ Common Shares (39,281 underlying)
Exercise/Conversion
Common Shares
2021-03-15$27.28/sh+123,000$3,355,440→ 134,992.09 total
Exercise/Conversion
Common Stock
2021-03-15$42.26/sh+11,420$482,609→ 146,412.09 total
Sale
Common Stock
2021-03-15$64.01/sh−120,490$7,712,565→ 65,203.09 total
Exercise/Conversion
Option (right to buy)
2021-03-15−11,420→ 0 total
Exercise: $42.26Exp: 2025-03-05→ Common Shares (11,420 underlying)
Exercise/Conversion
Option (right to buy)
2021-03-16−719→ 0 total
Exercise: $42.26Exp: 2025-03-05→ Common Shares (719 underlying)

Holdings

Restricted Share Units
→ Common Shares (5,600.509 underlying)
5,600.509
Restricted Share Units
→ Common Shares (14,011 underlying)
14,011
Restricted Share Units
→ Common Shares (11,092.948 underlying)
11,092.948
Restricted Share Units
→ Common Shares (4,395.76 underlying)
4,395.76
Restricted Share Units
→ Common Shares (6,081.058 underlying)
6,081.058
Restricted Share Units
→ Common Shares (16,500 underlying)
16,500
Performance Share Units
From: 2024-02-19Exp: 2024-02-19→ Common Shares (33,500 underlying)
33,500
Option (right to buy)
Exercise: $58.44From: 2023-02-23Exp: 2028-02-22→ Common Shares (40,000 underlying)
40,000
Performance Share Units
From: 2024-02-22Exp: 2024-02-22→ Common Shares (201,699.426 underlying)
201,699.426

Footnotes (13)

[F1]The Reporting Person exercised these option in order to retain ownership of all shares, less those required to be sold to pay the exercise price and applicable taxes.
[F10]These restricted share units vest on December 31, 2024.
[F11]These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 2023.
[F12]These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024.
[F13]The shares reported represent an award of performance based restricted share units ("2021 PBRSUs") granted to the Reporting Person. The 2021 PBRSUs will have a performance period beginning January 1, 2021 and ending December 31, 2023 and to the extent earned will vest on February 19, 2024. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.
[F2]Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $64.00 to $64.06 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
[F3]Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $64.00 to $64.03 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
[F4]These options are immediately exercisable.
[F5]Each restricted share unit represents a contingent right to receive one common share.
[F6]These restricted share units vest on December 31, 2021.
[F7]These restricted share units vest on December 31, 2022.
[F8]The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs will have a performance period ending December 31, 2021 and to the extent earned will vest on February 21, 2024, which is the fifth anniversary of the grant date. The number of common shares that will be earned at the end of the performance period is subject to decrease based on the results of the performance condition.
[F9]These restricted share units vest on December 31, 2023.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION